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2025-050 - Resolution AWARDING THE SALE OF TAXABLE GENERAL OBLIGATION HOUSING IMPROVEMENT AREA BONDS, SERIES 2025B, IN THE ORIGINAL AGGREGATE PRINCIPAL AMOUNT OF $4,060,000; FIXING THEIR FORM AND SPECIFICATIONS; DIRECTING THEIR EXECUTION AND DELIVERY; ANDEXTRACT OF MINUTES OF MEETING OF THE CITY COUNCIL OF THE CITY OF HOPKINS HENNEPIN COUNTY, MINNESOTA Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of Hopkins, Minnesota, was duly held in the City Hall in said City on August 19, 2025, commencing at 6:30 o'clock p.m. The following members were present: Goodlund, Kuznia, Hanlon, Hunke, Garrido and the following were absent: N/A Member Kuznia introduced the following resolution and moved its adoption: CITY OF HOPKINS HENNEPIN COUNTY, MINNESOTA RESOLUTION 2025-050 RESOLUTION AWARDING THE SALE OF TAXABLE GENERAL OBLIGATION HOUSING IMPROVEMENT AREA BONDS, SERIES 2025B, IN THE ORIGINAL AGGREGATE PRINCIPAL AMOUNT OF $4,060,000; FIXING THEIR FORM AND SPECIFICATIONS; DIRECTING THEII2 EXECUTION AND DELIVERY; AND PROVIDING FOR THEIR PAYMENT BE IT RESOLVED by the City Council (the "Council") of the City of Hopkins, Hennepin County, Minnesota (the "City") as follows: Section 1. Findin�s, Determinations: Sale of Bonds. 1.01. Back�round. It is hereby determined that: (a) The City has established the Summit on 7 Housing Improvement Area (the "Housing Improvement Area") in order to facilitate certain housing improvements (the "Housing Improvements") to a property known as the Summit on 7 Condominiums, which is governed by the Summit Condominium Association (the "Association"). The Council has imposed a housing improvement fee (the "Housing Fees") on housing units located in the Housing Improvement Area in order to finance the Housing Improvements. (b) Pursuant to Minnesota Statutes, Chapter 475, as amended (the "Act"), and Minnesota Statutes, Sections 428A.11 through 428A21, as amended (the "Housing Act"), the City is authorized to issue general obligation bonds in the amount necessary to defray the costs of the Housing Improvements, which costs are payable primarily from the Housing Fees and may be further secured by the pledge of the City's full faith and credit and taxing power. (c) On July 15, 2025, the Council adopted a resolution (the "Intent Resolution") stating the intention of the City to issue and sell its Taxable General Obligation Housing Improvement Area Bonds, Series 2025B (the `Bonds"), in the original aggregate principal amount of approximately $4,615,000, pursuant to the Act and the Housing Act, in order to defray the costs of the Housing Improvements. (d) The City is authorized by Section 475.60, subdivision 2(9), of the Act to sell the Bonds other than pursuant to a competitive sale because the City has retained Ehlers and Associates, Inc, (the "Municipal Advisor") to serve as the City's independent municipal advisor in connection with the sale of the Bonds. The actions of the City staff and the Municipal Advisor in negotiating the sale of the Bonds are ratified and confirmed in all aspects. 2 1.02. Award to the Purchaser and Interest Rates. The proposal of Robert W. Baird & Co., Inc, , as syndicate manager, (the "Purchaser"), to purchase the Bonds of the City is hereby found and determined to be a reasonable offer and is hereby accepted, the proposal being to purchase the Bonds at a price of $4,076,620.59 (par amount of $4,060,000, plus original issue premium of $88,164.20, less original issue discount of $25,020.70, less an underwriter's discount of $46,522.91), plus accrued interest, if any, as set forth in the Purchase Agreement (defined below), to date of delivery for Bonds bearing interest as follows: Year 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 True interest cost: 5.1986061 % Interest Rate 5.570% 5.570% 5.570% 5.570% 5.570% 5.570% 5.570% 5.570% 5.570% 4.800% Year 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 Interest Rate 4.900% 5.000% 5.000% 5.000% 5.100% 5.150% 5.200% 5.250% 5.300% 5.350% 1.03. Purchase A��reement. The execution and delivery of a proposal form, dated as of August 19, 2025 (the "Purchase Agreement"), between the City and the Purchaser, is hereby ratified and confirmed in the form set forth in EXHIBIT A to this resolution (the "Resolution"). The Bonds shall be issued and delivered in accordance with the terms and conditions of the Purchase Agreement and this Resolution. The amount proposed by the Purchaser in excess of the minunum bid, if any, shall be credited to the Debt Service Fund hereinafter created or deposited in the Construction Fund hereinafter created, as determined by the Finance Director in consultation with the Municipal Advisor. The Municipal Advisor is directed to receive and retain the good faith payment of the Purchaser in accordance with the terms of the Purchase Agreement, pending completion of the sale of the Bonds. The Mayor and City Manager are authorized and directed to execute a contract with the Purchaser on behalf of the City. 1.04. Terms and Princi��al Amounts of the Bonds. The City will forthwith issue and sell the Bonds pursuant to the Act and the Housing Act in the original aggregate principal amount of $4,060,000, originally dated September 9, 2025, in fully registered form and in denominations of $5,000 each or any integral multiple thereof, numbered No. R-1 and upward, bearing interest as above set forth, and maturing serially on February 1 in the years and amounts as follows: Year 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 Amount $40,000 $125,000 $135,000 $140,000 $150,000 $160,000 $165;000 $175,000 $185,000 $195,000 4 Year 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 Amount $205,000 $215,000 $225,000 $240,000 $250,000 $265,000 $275;000 $290,000 $305,000 $320,000 1.05. Schedule of Maturities. The schedule of maturities satisfies the requirements of Section 475.54, subdivision 1 of the Act. 1.06. 01�tional Redem�tion. The City may elect on February 1, 2035, and on any day thereafter to prepay Bonds due on or after February 1, 2036. Redemption may be in whole or in part and if in part, at the option of the City and in such manner as the City shall determine. If less than all Bonds of a maturity are called for optional redemption, the City shall notify DTC (as defined in Section 7 hereo fl of the particular amount of such maturity to be prepaid. DTC shall determine by lot the amount of each participant's interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interests in such maturity to be redeemed. Prepayments shall be at a price of par plus accrued interest to the date of optional redemption. Section 2. Re�istration and Payment. 2.01. Re�istered Form. The Bonds shall be issued only in fully registered form. The interest thereon and, upon surrender of each Bond, the principal amount thereof, is payable by check, draft or wire issued by the Registrar described herein. 2.02. Dates: Interest Pa� ment Dates. Each Bond shall be dated as of the last interest payment date preceding the date of authentication to which interest on the Bond has been paid or made available for payment, unless (i) the date of authentication is an interest payment date to which interest has been paid or made available for payment, in which case the Bond shall be dated as of the date of authentication, or (ii) the date of authentication is prior to the first interest payment date, in which case the Bond shall be dated as of the date of original issue. The interest on the Bonds is payable on February 1 and August 1 of each year, commencing August 1, 2026, to the registered owners of record thereof as of the close of business on the fifteenth day immediately preceding each interest payment date, whether or not such day is a business day. 2.03. Re�istration. The City shall appoint a bond registrar (the "Registrar"), authenticating agent (the "Authenticating Agent"), and paying agent (the "Paying Agent"). Except as specifically provided otherwise in Section 7 hereof, the effect of registration and the rights and duties of the City and the Registrar with respect thereto are as follows: (a) R�e ister. The Registrar must keep at its principal corporate trust office a bond register (the `Bond Register") in which the Registrar provides for the registration of ownership of Bonds and the registration of transfers and exchanges of Bonds entitled to be registered, transferred, or exchanged. (b) Transfer of Bonds. Upon surrender for transfer of a Bond duly endarsed by the registered owner thereof or accompanied by a written instrument of transfer, in form satisfactory to the Registrar, duly executed by the registered owner thereof or by an attorney duly authorized by the registered owner in writing, the Registrar shall authenticate and deliver, in the name of the designated transferee or transferees, one or more new Bonds of a like aggregate principal amount and maturity, as requested by the transferor. The Registrar may, however, close the books for registration of any transfer after the fifteenth day of the month preceding each interest payment date and until that interest payment date. (c) Exchan=,e of Bonds. When Bonds are surrendered by the registered owner for exchange the Registrar shall authenticate and deliver one or more new Bonds of a like aggregate principal amount and maturity as requested by the registered owner or the owner's attorney in writing. (d) Cancellation. Bonds surrendered upon transfer or exchange shall be promptly cancelled by the Registrar and thereafter disposed of as directed by the City. (e) Im ro er or Unauthorized Transfer. When a Bond is presented to the Registrar far transfer, the Registrar may refuse to transfer the Bond until the Registrar is satisfied that the endorsement on the Bond or separate instrument oftransfer is valid and genuine and that the requested transfer is legally authorized. The Registrar shall incur no liability for the refusal, in good faith, to make transfers which it, in its judgment, deems improper or unauthorized. ( fl Persons Deemed Owners. The City and the Registrar may treat the person in whose name a Bond is registered in the Bond Register as the absolute owner of the Bond, whether the Bond is overdue or not, for the purpose of receiving payment of, or on account of, the principal of and interest on the Bond and for all other purposes, and payments so made to a registered owner or upon the owner's order shall be valid and effectual to satisfy and discharge the liability upon the Bond to the extent of the sum or sums so paid. (g) Taxes, Fees, and Char��es. The Registrar may impose a charge upon the owner thereof for a transfer or exchange of Bonds sufficient to reimburse the Registrar for any tax, fee, or other governmental charge required to be paid with respect to the transfer or exchange. (h) Mutilated, Lost, Stolen, or Destroved Bonds. If a Bond becomes mutilated ar is destroyed, stolen, or lost the Registrar shall deliver a new Bond of like amount, number, maturity date, and tenor in exchange and substitution for and upon cancellation of the mutilated Bond or in lieu of and in substitution for any Bond destroyed, stolen, or lost upon the payment of the reasonable expenses and charges of the Registrar in connection therewith; and, in the case of a Bond destroyed, stolen, or lost, upon filing with the Registrar evidence satisfactory to it that the Bond was destroyed, stolen, or lost, and of the ownership thereof, and upon furnishing to the Registrar an appropriate bond or indemnity in form, substance, and amount satisfactory to it and as provided by law, in which both the City and the Registrar must be named as obligees. Bonds so surrendered to the Registrar shall be cancelled by the Registrar and evidence of such cancellation must be given to the City. If the mutilated, destroyed, stolen, or lost Bond has already matured or been called for redemption in whole in accordance with its terms it is not necessary to issue a new Bond prior to payment. (i) Redemption. In the event any of the Bonds are called for redemption, notice thereof identifying the Bonds to be redeemed shall be given by the Registrar by mailing a copy of the redemption notice by first class mail (postage prepaid) to the registered owner of each Bond to be redeemed at the address shown on the Bond Register and, if publication of the notice of redemption is required by law, by publishing the notice of redemption as required by law. Failure to give notice by publication or by mail to any registered owner, or any defect therein, shall not affect the validity of the proceedings for the redemption of Bonds. Bonds so called for redemption shall cease to bear interest after the specified redemption date, provided that the funds for the redemption are on deposit with the place of payment at that time. 2.04. A�»�ointment of Initial Re�istrar. Pa�in� A�ent_and Authenticatin, A��ent. The City appoints Bond Trust Services Corporation, Minneapolis, Minnesota, as the initial Registrar, Paying Agent, and Authenticating Agent with respect to the Bonds. The Mayor and the City Manager are authorized to execute and deliver, on behalf of the City, a contract with Bond Trust Services Corporation, as the initial Registrar, Paying Agent, and Authenticating Agent with respect to the Bonds. Upon merger or consolidation of the Registrar, Paying Agent, and Authenticating Agent with another corporation, if the resulting corporation is a bank or trust company authorized by law to conduct such business, the resulting corporation is authorized to act as successor Registrar, Paying Agent, and Authenticating Agent. The City agrees to pay the reasonable and customary charges of the Registrar, Paying Agent, and Authenticating Agent for the services performed. The City reserves the right to remove the Registrar, Paying Agent, or Authenticating Agent upon thirty (30) days' notice and upon the appointment of a successor Registrar, Paying Agent, or Authenticating Agent, in which event the predecessor Registrar, Paying Agent, or Authenticating Agent must deliver all cash and Bonds in its possession to the successor Registrar, Paying Agent, or Authenticating Agent and the Registrar must deliver the Bond Register to the successor Registrar. On or before three (3) business days prior to each principal or interest due date, without further order of the Council, the Finance Director must transmit to the Paying Agent money sufficient for the payment of all principal and interest then due. 2.05. Execution..Authentication, and Deliverv. The Bonds shall be prepared under the direction of the City Manager and executed on behalf of the City by the signatures of the Mayor and the City Manager, provided that those signatures may be printed, engraved, or lithographed facsimiles of the originals. If an officer whose signature or a facsimile of whose signature appears on the Bonds ceases to be such officer before the delivery of a Bond, that signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if the officer had remained in office until delivery. Notwitl�standing such execution, a Bond shall not be valid or obligatory for any purpose or entitled to any security or benefit under this Resolution unless and until a certificate of authentication on the Bond has been duly executed by the manual signature of an authorized representative of the Authenticating Agent. Certificates of authentication on different Bonds need not be signed by the same representative of the Authenticating Agent. The executed certificate of authentication on a Bond is conclusive evidence that it has been authenticated and delivered under this Resolution. When the Bonds have been so prepared, executed, and authenticated the City Manager shall deliver the same to the Purchaser upon payment of the purchase price in accordance with the contract of sale heretofore made and executed, and the Purchaser is not obligated to see to the application of the purchase price. Section 3. Form of Bond. 3.01. Execution of the Bonds. The Bonds will be printed ar typewritten in substantially the form set forth in EXHIBIT B. 3.02. Approving Le�al Opinion. The City Manager is authorized and directed to obtain a copy of the proposed approving legal opinion of Kennedy & Graven, Chartered, Minneapolis, Minnesota, and cause the opinion to be printed on or accompany each Bond. Section 4. Pav�tient: Securit�: Funds: Pled�es and Covenants. 4.01. HousinU Fund Established. For the convenience and proper administration of the moneys to be borrowed and repaid on the Bonds, and to make adequate and specific security for the Purchaser and any other purchasers and holders of the Bonds from time to time, there is hereby created a separate special fund of the City to be known as the Suxnmit Condominium Association's Housing Improvement Area Fund (the "Housing Fund"), which fund will be continued and maintained as a permanent fund of the City until all the Bonds are paid. Within the Housing Fund, separate funds will be established and maintained as follows: (a) Project Fund. Proceeds of the Bonds in the amount of $4,262,935.13 will be deposited into the Project Fund pursuant to a certain Development Agreement between the City and the Association conceming the Housing Improvements (the "Development Agreement"). Upon issuance of the Bonds, the City shall also deposit into the Project Fund prepaid Housing Fees in the amount of $437,473, which Housing Fees were levied on property within the Housing Improvement Area and were prepaid pursuant to the resolution levying the Housing Fees. A portion of the amount deposited in the Project Fund will be disbursed to (i) reimburse the Association for costs it incurred for the Housing Improvements made to the Summit on 7 Condominiums; and (2) pay a portion of the administrative costs of the Housing Improvement Area, including any rebate of prepaid Housing Fees. Interest earnings from moneys in the Project Fund shall be credited to the Surplus Fund hereinafter created. (b) Cost of Issuance Fund. Proceeds of the Bonds in the amount of $56,192 will be deposited into the Cost of Issuance Fund, which amount will be used solely for the purpose of paying the costs of issuance of the Bonds. Any balance remaining in the Costs of Issuance Fund after all disbursements for issuance expenses shall be transferred to the Project Fund. Interest earnings from moneys in the Costs of Issuance Fund shall be credited to the Surplus Fund hereinafter created. (c) Debt Service Fund. Housing Fees for the payment of debt service on the Bonds are hereby pledged to the Debt Service Fund. Interest earnings from moneys in the Debt Service Fund shall be credited to the Debt Service Fund. There is also appropriated to the Debt Service Fund amounts over the minunum purchase price paid by the Purchaser, to the extent designated for deposit in the Debt Service Fund in accordance with Section 1.03 hereof. (d) Sur�lus Fund. Housing Fees in excess of the amounts required to be deposited into the Debt Service Fund and the Project Fund will be deposited into the Surplus Fund. Amounts in the Surplus Fund shall be applied and disbursed in accordance with the Development Agreement. Interest eanungs from moneys in the Surplus Fund shall be credited to the Surplus Fund. 4.02. De�rosit of Funds. Money in the funds created by this Resolution will be kept separate from other municipal funds and deposited only in a bank or banks which are members of the Federal Deposit Insurance Corporation (FDIC"). Deposits which cause the aggregate deposits of the City in any one bank to be in excess of the amount insured by FDIC must be continuously secured in the manner provided by law for the investment of municipal funds. In the event excess moneys are held in any of the funds created pursuant to Section 4.01 hereof, such excess moneys shall be applied and disbursed in accordance with the Development Agreement. 4.03 Covenants Re��ardin� Housin� Improvements. The City hereby covenants with the holders from time to time of the Bonds as follows: (a) The City has caused or will cause Housing Fees for the Housing Improvements in the Housing Improvement Area to be promptly levied against housing units in the Housing Improvement Area so that the first installment will be collectible not later than 2025 and will take all steps necessary to assure prompt collection. The City Council will cause to be taken with due diligence all further actions that are required under the Development Agreement for the construction of the Housing Improvements financed wholly or partly from the proceeds of the Bonds, and will take all further actions necessary for the final and valid levy of the Housing Fees and the appropriation of any other funds needed to pay the Bonds and interest thereon when due. (b) In the event of any current or anticipated deficiency in Housing Fees for the payment of the Bonds (after taking into account any revenues collected or anticipated to be collected under the Development Agreement), the City Council will levy ad valorem t�es in the amount of the current or anticipated deficiency. (c) The City will keep complete and accurate books and records showing receipts and disbursements in connection with the Housing Improvements, Housing Fees levied therefor, and other funds appropriated for their payment, collections thereof and disbursements therefrom, and monies on hand. 4.04. General Obligation Pled�e. For the prompt and full payment of the principal of and interest on the Bonds, as the same respectively become due, the full faith and credit and taxing powers of the City are hereby irrevocably pledged. If a payment of principal of or interest on the Bonds becomes due when there is not sufficient money in the Debt Service Fund to pay the same, the Finance Director must pay such principal or interest from the general fund of the City which are available for such purpose, and the general fund shall be reimbursed for those advances out of the proceeds of the taxes levied herein, when collected. 4.05. No Tax Le���� Rec�uired. It is determined that the Housing Fees for the Housing Improvements in the Housing Improvement Area shall produce at least five percent (5%) in excess of the amount needed to meet when due the principal and interest on the Bonds and that no ad valorem tax levy is needed at this time. In the event of any deficiency of Housing Fees pledged, ad valorem taxes shall be levied on all taxable property in the City, which taxes may be levied without limitation as to rate or amount. Said tax levies shall be irrevocable as long as any of the Bonds are outstanding and unpaid, provided that the City reserves the right and power to reduce the levies in the manner and to the extent permitted by the Act (specifically, Section 475.61 of the Act). 4.06. Re ri� stration of Resolution. The Finance Director is authorized and directed to file a certified copy of this Resolution with the County Auditor/Treasurer of Hennepin County, Minnesota and to obtain the certificate required by Section 475.63 of the Act. Section 5. Authentication of Transcriut. 5.01. Cit� Proceedin�s and Records. The officers of the City are authorized and directed to prepare and furnish to the Purchaser and to the attorneys approving the Bonds certified copies of proceedings and records of the City relating to the Bonds and to the fmancial condition and affairs of the City, and such other certificates, affidavits, and transcripts as may be required to show the facts within their knowledge ar as shown by the books and records in their custody and under their control, relating to the validity and marketability of the Bonds, and such instruments, including any heretofore furnished, shall be deemed representations of the City as to the facts stated therein. 5.02. Certification as to Official Statement. The Mayor, the City Manager and the Finance Director, or any of their authorized designees, are authorized and directed to certify that they have examined the fmal Official Statement prepared and circulated in connection with the issuance and sale of the Bonds and that to the best of their knowledge and belief the final Official Statement is a complete and accurate representation of the facts and representations made therein as of the date of the final Official Statement and further that said final Official Statement did not (as of the date of the fmal Official Statement) and does not contain any untrue statement of a material fact or omit to state a material fact which should be included therein for the purpose for which the fmal Official Statement is to be used, or which is necessary in order to make the statements made therein, in light of the circumstances under which they are made, not misleading. 5.03. Other Certificates. The Mayor, the City Manager and the Finance Director, or any of their authorized designees, are hereby authorized and directed to furnish to the Purchaser at the closing such certificates as are required as a condition of sale. Unless litigation shall have been commenced and be pending questioning the Bonds or the organization of the City or incumbency of its officers, at the closing the Mayor, the City Manager and the Finance Director shall also execute and deliver to the Purchaser a suitable certificate as to absence of material litigation, and the Finance Director shall also execute and deliver a certificate as to payment for and delivery of the Bonds. 5.04. Pavment of Costs of Issuance. The City authorizes the Purchaser to forward the amount of Bond proceeds allocable to the payment of issuance expenses to Wells Fargo Bank, National Association on the closing date for further distribution as directed by the Municipal Advisor. 5.05. Electronic Si�rnatures. The electronic signatures of the Mayor, the City Manager and the Finance Director, or any of their authorized designees, to this Resolution and any document or certificate authorized to be executed hereunder shall be as valid as an original signature of such party and shall be effective to bind the City thereto. For purposes hereof, (i) "electronic signature" means: (a) a manually signed original signature that is then transmitted by electronic means ar(b) a signature obtained through DocuSign or Adobe or a similarly digitally auditable signature gathering process; and (ii) "transmitted by electronic means" means sent in the form of a facsimile or sent via the internet as a portable document format ("pdfl') or other replicating image attached to an electronic mail or internet message. Section 6. [Intentionally Omitted]. Section 7. Book-Entrv System: Limited Obli�ation of CitF. 7.01. DTC. The Bonds shall be initially issued in the form of a separate single typewritten or printed fully registered Bond far each of the maturities set forth in Section 1.04 hereof. Upon initial issuance, the ownership of each Bond shall be registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York, and its successors and assigns ("DTC"). Except as provided in this section, all of the outstanding Bonds shall be registered in the Bond Register in the name of Cede & Co., as nominee of DTC. 7.02. ParticiE�ants. With respect to Bonds registered in the Bond Register in the name of Cede & Co., as nominee of DTC, the City, the Registrar, and the Paying Agent shall have no responsibility or obligation to any broker-dealers, banks, and other financial institutions from time to time for which DTC holds Bonds as securities depository (the "Participants") or to any other person on behalf of which a Participant holds an interest in the Bonds, including but not limited to any responsibility or obligation with respect to (i) the accuracy of the recards of DTC, Cede & Co. or any Participant with respect to any ownership interest in the Bonds; (ii) the delivery to any Participant or any other person (other than a registered owner of Bonds, as shown by the registration books kept by the Registrar), of any notice with respect to the Bonds, including any notice of redemption; or (iii) the payment to any Participant or any other person, other than a registered owner of Bonds, of any amount with respect to principal of, premium, if any, or interest on the Bonds. The City, the Registrar, and the Paying Agent may treat and consider the person in whose name each Bond is registered in the Bond Register as the holder and absolute owner of such Bond for the purpose of payment of principal, premium and interest with respect to such Bond, for the purpose of registering transfers with respect to such Bonds, and for all other purposes. The Paying Agent shall pay all principal of, premium, if any, and interest on the Bonds only to ar on the order of the respective registered owners, as shown in the registration books kept by the Registrar, and all such payments shall be valid and effectual to fully satisfy and discharge the City's obligations with respect to payment of principal of, premium, if any, or interest on the Bonds to the extent of the sum or sums so paid. No person other than a registered owner of Bonds, as shown in the Bond Register, shall receive a certificated Bond evidencing the obligation of this Resolution. Upon delivery by DTC to the City Manager of a written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., the words "Cede & Co." shall refer to such new nominee of DTC; and upon receipt of such a notice, the City Manager shall promptly deliver a copy of the same to the Registrar and Paying Agent. 7.03. Representation Letter. The City has heretofore executed and delivered to DTC a Blanket Issuer Letter of Representations (the "Representation Letter") which shall govern payment of principal of, premium, if any, and interest on the Bonds and notices with respect to the Bonds. Any Paying Agent or Registrar subsequently appointed by the City with respect to the Bonds shall agree to take all action necessary for all representations of the City in the Representation Letter with respect to the Registrar and Paying Agent, respectively, to be complied with at all tvnes. 10 7.04. Transfers Outside Book-Entr�y S� stem. In the event the City, by resolution of the Council, determines that it is in the best interests of the persons having beneficial interests in the Bonds that they be able to obtain Bond certificates, the City shall notify DTC, whereupon DTC shall notify the Participants, of the availability through DTC of Bond certificates. In such event the City shall issue, transfer, and exchange Bond certificates as requested by DTC and any other registered owners in accordance with the provisions of this Resolution. DTC may determine to discontinue providing its services with respect to the Bonds at any time by giving notice to the City and discharging its responsibilities with respect thereto under applicable law. In such event, if no successor securities depository is appointed, the City shall issue and the Registrar shall authenticate Bond certificates in accordance with this resolution and the provisions hereof shall apply to the transfer, exchange, and method of payment thereof. 7.05. Pati_ments to Cede & Co: Notwithstanding any other provision of this Resolution to the contrary, so long as a Bond is registered in the name of Cede & Co., as nominee of DTC, payments with respect to principal of, premium, if any, and interest on the Bond and all notices with respect to the Bond shall be made and given, respectively in the manner provided in DTC's Operational Arrangements, as set forth in the Representation Letter. Section 8. Continuin�� Disclosure. 8.01. Execution of Continuin� Disclosure Certificate. For purposes of this Section, "Continuing Disclosure Certificate" means that certain Continuing Disclosure Certificate executed by the Mayor and City Manager and dated the date of issuance and delivery of the Bonds, as originally executed and as it may be amended from time to time in accardance with the terms thereof. 8.02. Citv Com�liance with Provisions of Continuin� Disclosure Certificate. The City hereby covenants and agrees to comply with and carry out all of the provisions of the Continuing Disclosure Certificate. Notwithstanding any other provision of this Resolution, failure of the City to comply with the Continuing Disclosure Certificate is not to be considered an event of default with respect to the Bonds; however, any Bondholder may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this section. Section 9. Defeasance. When all of the Bonds and all interest thereon have been discharged as provided in this section, all pledges, covenants, and other rights granted by this resolution to the holders of the Bonds shall cease, except that the pledge of the full faith and credit of the City for the prompt and full payment of the principal of and interest on the Bonds shall remain in full force and effect. The City may discharge all Bonds which are due on any date by depositing with the Registrar on or before that date a sum sufficient for the payment thereof in full. If any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. (The remainder of this page is intentionally left blank). 11 The motion for the adoption of the foregoing resolution was duly seconded by Member Garrido, and upon vote being taken thereon, the following voted in favor thereof: Goodlund, Kuznia, Hanlon, Hunke, Garrido and the following voted against the same: N/A whereupon said resolution was declared duly passed and adopted. 12 EXHIBIT A PURCHASE AGREEMENT PRO�d�SAL FCiR� �csa,c:.ora c���,a� i+� "� .n�tx�,2az� �a�: sr,�ss,ar�z�c�a�s�ao���so�,s�s�a.s��r�� us�� s�e��,2�xs F�aticr�e ofine sbaceBaods, �a�c�wi� �TermsofProQosst mI«�€ofs� c3ob.l Aoo�i�Y �l� � �d3r�'�ePm�)s�3iatbi�O�iwlS�ppot*wewOtpuyyoaS4.iTQ93825 (ao[ie+�stmmS4,i0d,l�ptastcaeed i�st W d� o€ddi�sar forfnlip�e�r,aeff Smds 6e�mt�est�tes ml�iut'hs a�dye�sts bu]iu��s: 3.15 4i�e 24TJ S.95 9Gdoe 2II34 S.IQ l4doe 2Wi S.� 4G Qae � S.7S �.idnt 2035 �15 '� � �2 3,75 'Kdne �29 �.�s x � ao�o 5.33 � � �p;� _ 5.73 %dae 203? a.� x� 2u�s �:Qo x� ao�� 5.00 4frdne 2038 5.84 Yr t�e 3U39 s.aq► xa� 2� 33� 4i dne 3044 S.�i 'iP��e Z04S 535 %dne 2416 5.75 '!idue �Cf33 i.fl4 4ri� %fl44 TLef�tyt�tl�rti�fioasuetieocdeams��ep�iadqn2amo�old�eHandsantbedsydsa3t,iainarmm��i5,00Dac�. F�ses atdec:eeusmrybernatle in anY�Y•�+aYP���� �►g���l����Fbes�to�ia eLe ���P�31,#lf�. 3L�erste feraey�at�ifymaysotbcmare Eln�al i�0lirksslbriie ra4ctaasx7 P�'�G�!-��`�Pk, ifss�ttt�4.59�1i ispcapose�fer tlie292Tmafmity, �ea iLclowr�ssEe �wf auYba prdpastdfo� s�pbks aatmidfisS.SQ�i.j R�Baods atdu s�ne m��stb� ia�tntfr�am tf�o£israetmalpaid�t��Eie,tmiboc�� 8ulsr�nt m�at�t espt�essedinmiategat �ofSR06 a li8 �`1�Jf� A�dlnli&p�s!{"Ikpost"j�fle�fof SS3.166sir8bemdebpl6ewa�biider bywiz��off�dsSociD�po�t s'i�bemdriedbyEakn so }ster tiaa fwo isacsattertirproposala,�eaie�t%e'Vk'�ire 6�i�tiaasw� beproriica ta t�e wia�ybidder bf F.lkss � f�t tabtia iiai e�tpropossis. 'iLe CSty �+ns t�e ri�rt m aw�d tLe Bauds �n a roeiumi� �id�det• cr�use arite Ctnsferis immted6utnotaecen�edby m�h'timegovtdedffiu��biddt�'sfed�alxiienbamcea�bes�beent�dbys� daoe Inttelatim ILe Dqaosit isaa�sece�l #s paovided �tw'e, the flty mzplttts�ddreBeadseo tliebidderwb�D�theaeitbatptoposxl. pvs�ide�sachbiddtrsgeestosnch�.?}itDeQositsr�li5exe�ne�byf�eCStyts�dm�tsiil6e�ogosaiis �ttspted�3� �:Fu7s to co�pty the�esri�Et We �gt+ee ao tLe caodi�ous �ud � of`� md Atsoc3it�s, iac.; �� LWdec a€ffie Dspvsit, �toiLeTamsafPrvpo�ai. TLisptepasal is �sptao�tac�ae mdisc,aadiCoaitl ugond�afsydBoodsto't�eikposi�oty 3�nstf,a�m��y,I3nrYesk,ikwYaY,insccordimawithdsrTeansofRopos�t.Ddi��ya mticipa3ed�beaeiac�boar�sp�b�9,2025. 3h� gopoaai is s�}ect Ao 15G C�tys agermeut ta mte �o a wd�'rm3ad�E to Ps'ovide ca� �rl�sme �desRde iSQ-12 pro�at�edb9'tbe5ecniriesmdSiachu�Caom�¢ssiaamtiat�Secmi�esH�cL�e!#rtaf 1934 asdascn'bediat6tP�aeqOffida� Stu�4oc�e Boads. '�Ve�are�ecRu+ed�nctsevic4redt�et7ifficn2 S"ta�t,sod�qaddmd��es�clo,a�odLeu+es�da��iveaddi�m�osma�oa arcacrecaanstot�e3rins10�osi 5tn�.lis I7ndrtsrsixr(S�+a�cauA�. a�eagee�p��dedat�q�& tbe�pricea�F 14�t He�s� 2� Loms ofthe p�agcsat aqoepdtaa. 'lLi� pmpa�i is s fiauoSab�stfiep�¢chtseoftt�e8aads id�ti5ed'm�eTemua�PmQosal, antlre �sttSoat6iuddsproposai�m�d �e'F`�ms of �oposa� snd is aot subjettto mmy ccodirioas, nx'[gt as P�xdby �he Te� MPiopos��. $Y�&thispcogo6at, arecamfinnshusreaeso�a�d6avemm�snbiist�ed�yt�tian�aod�rrit��ewissmacas �tmcs�apai ba�ds. YES: 3� l30: . �,,. Attatmt �l8aa,�rr. Rcb�t W. Bsi�d � Co., itic� �"�T37 ��.f• e*�:eoe� l�n. 5ya3Fcate �s � A,nraw�r�e+ie atr.riataesf cestbxsis. s►aadingcco►ac�a�s (tfiecoareucamqeumona�caahoahng Gnmeaa*�,tLe�a do1lu iaaerzst cost fmc3�a,� aaY dtscoget nr less aaY P�'mm? ��� 9, lOZi o� d►e abm�x prapes�i is �:,783.Q2�.71 fnd Ibe ht�e ia��stt� {t'�Cj iS �7f»A76 ii. �e 4ac�e� �is �aeby sacptedby a�c4 az� balnitaft3t �t7r Cao�d! of �e i�y o[gopidas, �esatr, ae a4ognst 19, 2025. � � 'i3�le: ��� • Sub�nmtb63dop�d�e�rs�aw�sdeae�ed�34,0600IX1. ltd$�tedPnae=t�,07b,624.59 A�d23etl�restCost�'2,?QS}273i Adjos�eQi4C:.5.198d'K EXHIBIT B I �C�] Nu [�] a1 ���)►11] iJNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIlV CITY OF HOPKINS TAXABLE GENERAL OBLIGATION HOUSING IMPROVEMENT AREA BONDS SERIES 2025B No. R- Interest Rate o.000�io _ _ Maturit�� Date February 1, 20_ REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: Date of Ori�inal Issue September 9, 2025 THOUSAND DOLLARS C�l�l.'il' $ The City of Hopkins, a duly organized and existing municipal corporation in Hennepin County, Minnesota (the "City"), acknowledges itself to be indebted and for value received hereby promises to pay to the Registered Owner specified above or registered assigns, the Principal Amount specified above, on the Maturity Date specified above, with interest thereon from the date hereof at the annual rate specified above (calculated on the basis of a 360 day year of twelve 30 day months), payable February 1 and August 1 in each year, commencing August 1, 2026, to the person in whose name this Bond is registered at the close of business on the fifteenth day (whether or not a business day) of the immediately preceding month. The interest hereon and, upon presentation and surrender hereof, the principal hereof are payable in lawful money of the United States of America by check, draft or wire by Bond Trust Services Corporation, Minneapolis, Minnesota, as Registrar, Paying Agent, and Authenticating Agent, or its designated successor under the Resolution described herein. For the prompt and full payment of such principal and interest as the same respectively become due, the full faith and credit and taxing powers of the City have been and are hereby irrevocably pledged. The City may elect on February 1, 2035, and on any day thereafter to prepay Bonds due on or after February 1, 2036. Redemption may be in whole or in part and if in part, at the option of the City and in such manner as the City shall determine. If less than all Bonds of a maturity are called for redemption, the City shall notify The Depository Trust Company ("DTC") of the particular amount of such maturity to be prepaid. DTC will determine by lot the amount of each participant's interest in such maturity to be redeemed and each participant shall then select by lot the beneficial ownership interests in such maturity to be redeemed. Prepayments shall be at a price of par plus accrued interest to the date of optional redemption. : This Bond is one of an issue in the aggregate principal amount of $4,060,000 all of like original issue date and tenor, except as to number, maturity date, redemption privilege, and interest rate, all issued pursuant to a resolution adopted by the City Council on August 19, 2025 (the "Resolution"), for the purpose of providing money to aid in financing a portion of various housing improvements within a housing improvement area in the City, pursuant to and in full conformity with the home rule charter of the City and the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Chapters 475, as amended, and Minnesota Statutes, Sections 428A.11 to 428A.21, as amended. The principal hereof and interest hereon are payable primarily from certain housing improvement fees levied on property within the housing improvement area in which the housing improvements are located, as set forth in the Resolution to which reference is made for a full statement of rights and powers thereby conferred. The full faith and credit of the City are irrevocably pledged for payment of this Bond and the City Council has obligated itself to levy ad valorem taxes on all taxable property in the City in the event of any deficiency in housing improvement fees pledged, which additional taxes may be levied without limitation as to rate or amount. The Bonds of this series are issued only as fully registered Bonds in denominations of $5,000 or any integral multiple thereof of single maturities. As provided in the Resolution and subject to certain limitations set forth therein, this Bond is transferable upon the books of the City at the principal office of the Registrar, by the registered owner hereof in person or by the owner's attorney duly authorized in writing upon surrender hereof together with a written instrument of transfer satisfactory to the Registrar, duly executed by the registered owner or the owner's attorney; and may also be surrendered in exchange for Bonds of other authorized denominations. Upon such transfer or exchange the City will cause a new Bond or Bonds to be issued in the name of the transferee or registered owner, of the same aggregate principal amount, bearing interest at the same rate and maturing on the same date, subject to reimbursement for any taY, fee or governmental charge required to be paid with respect to such transfer or exchange. The City and the Registrar may deem and treat the person in whose name this Bond is registered as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of receiving payment and for all other purposes, and neither the City nor the Registrar will be affected by any notice to the contrary. IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts, conditions and things required by the home rule charter of the City and the Constitution and laws of the State of Minnesota to be done, to exist, to happen and to be performed preliminary to and in the issuance of this Bond in order to make it a valid and binding general obligation of the City in accordance with its terms, have been done, do exist, have happened and have been performed as so required, and that the issuance of this Bond does not cause the indebtedness of the City to exceed any constitutional, charter, or statutory limitation of indebtedness. This Bond is not valid or obligatory for any purpose or entitled to any security or benefit under the Resolution until the Certificate of Authentication hereon has been executed by the Registrar by manual signature of one of its authorized representatives. : IN WITNESS WHEREOF, the City of Hopkins, Hennepin County, Minnesota, by its City Council, has caused this Bond to be executed on its behalf by the facsimile or manual signatures of the Mayor and City Manager and has caused this Bond to be dated as of the date set forth below. Dated: September 9, 2025 CITY OF AOPHINS, MINNESOTA { Facsimilej f Facsimilei Mayor City Manager CERTIFICATE OF AUTHENTICATION This is one of the Bonds delivered pursuant to the Resolution mentioned within. BOND TRUST SERVICES CORPORATION By Authorized Representative : /:`.Y.YCl�►1u I �I�� For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and a11 rights thereunder, and does hereby irrevocably constitute and appoint attorney to transfer the said Bond on the books kept for registration of the within Bond, with full power of substitution in the premises. Dated: Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a financial institution that is a member of the Securities Transfer Agent Medallion Program ("STAMP"), the Stock Exchange Medallion Prograin ("SEMP"), the New York Stock Exchange, Inc. Medallion Signatures Program ("MSP") or other such "signature guarantee program" as may be determined by the Registrar in addition to, or in substitution for, STEMP, SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended. The Registrar will not transfer this Bond unless the information concerning the assignee requested below is provided. Name and Address: (Include infortnation for all joint owners if this Bond is held by joint account.) Please insert federal identification or other identifying number of assignee PROVISIONS AS TO REGISTRATION The ownership of the principal of and interest on the within Bond has been registered on the books of the Registrar in the name of the person last noted below. Date of Re�istration Re�istered Owner __ Si�nature of Officer of Re�istrar Cede & Co. September 9, 2025 Federal ID#13-2555119 : STATE OF MINNESOTA ) ) COUNTY OF HENNEPIN ) ss. ) CITY OF HOPKINS ) I, the undersigned, being the duly qualified and acting City Clerk of the City of Hopkins, Hennepin County, Minnesota (the "City"), do hereby certify that I have carefully compared the attached and foregoing extract of minutes of a regular meeting of the City Council of the City held on August 19, 2025 with the original minutes on file in my office and the extract is a full, true and correct copy of the minutes insofar as they relate to the issuance and sale of the City's Taxable General Obligation Improvement Area Bonds, Series 2025B, in the original aggregate principal amount of $4,060,000. WITNESS My hand officially as such City Clerk this �day of August, 2025. City Clerk, City of Hopkins, Hennepin County, Minnesota